Mason Investment Advisory Services Inc

Allegations: THE SEC ALLEGED THAT AT TIMES DURING THE PERIOD FROM FEBRUARY 1, 2014, THROUGH SEPTEMBER 30, 2016, MIAS PURCHASED, RECOMMENDED, OR HELD FOR CERTAIN ADVISORY CLIENTS' MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES WHEN SHARES OF THE SAME FUNDS WITHOUT 12B-1 FEES WERE AVAILABLE. MIAS'S AFFILIATE BROKER-DEALER, MASON SECURITIES, INC. ("MSI") RECEIVED 12B-1 FEE REVENUE IN CONNECTION WITH THESE INVESTMENTS, A SMALL PORTION OF WHICH WAS THEN PAID TO CERTAIN MIAS REPRESENTATIVES IN THEIR CAPACITY AS REGISTERED REPRESENTATIVES OF MSI. THE SEC ALLEGES THAT MIAS' HOLDING OF 12B-1 FEE PAYING SHARES FOR CLIENTS BREACHED ITS FIDUCIARY DUTY; FAILED TO ADEQUATELY DISCLOSE IN ITS FORM ADV THE CONFLICT OF INTEREST CREATED BY MASON SECURITIES RECEIVING THE 12B-1 REVENUE; AND FAILED TO ADOPT ADEQUATE POLICIES AND PROCEDURES DESIGNED TO PREVENT VIOLATIONS OF THE SECURITIES LAW IN CONNECTION WITH MUTUAL FUND SHARE CLASS SELECTION PRACTICES. Status: Final Sanction Detail: TOTAL PENALTY: $975,057.78 Summary: AS THE SEC ACKNOWLEDGES IN THE ORDER, DURING THIS TIME, MIAS ACTIVELY, AND ON ITS OWN INITIATIVE, UNDERTOOK TO ELIMINATE THE USE OF 12B-1 FEE PAYING MUTUAL FUND SHARE CLASSES BY: (I) INITIATING A FIRM-WIDE EFFORT IN APRIL 2016, IN WHICH THE VAST MAJORITY OF MIAS'S CLIENT WERE TRANSITIONED FROM 12B-1 FEE PAYING SHARE CLASSES TO NON-12B-1-FEE-PAYING SHARE CLASSES; AND (II) DIMINISHING THE USE OF 12B-1 FEE PAYING SHARE CLASSES, SUCH THAT MIAS CEASED PURCHASING MUTUAL FUND SHARE CLASSES THAT CHARGED 12B-1 FEES BY AUGUST 2016. MIAS HAS EVALUATED IF ANY OTHER CLIENTS NEEDED TO BE CONVERTED TO LOWER-COST MUTUAL FUND SHARE CLASSES; REVISED THE FIRM'S POLICIES AND PROCEDURES; AND PAID ALL OF THE DISGORGEMENT AND PREJUDGMENT INTEREST TO AFFECTED CLIENTS, WHICH IT COMPLETED IN DECEMBER 2020 IN ANTICIPATION OF THE ENTRY OF THE ORDER.

Allegations: BEGINNING DECEMBER 31, 2019, THROUGH SEPT. 30, 2023, THE FIRM HAD INVESTMENT DISCRETION OVER AT LEAST $100 MILLION OF REPORTABLE SECURITIES AND FAILED TO FILE QUARTERLY FORMS 13F. Status: Final Sanction Detail: THE FIRM WAS ORDERED TO PAY A CIVIL MONETARY PENALTY OF $525,000. IT WAS PAID ON OR ABOUT 10/7/2024. Summary: THE FIRM EXERCISED INVESTMENT DISCRETION OVER SECTION 13(F) SECURITIES OF AT LEAST $100 MILLION BUT FAILED TO FILE THE QUARTERLY FORMS 13F FOR THE QUARTERS BEGINNING DECEMBER 31, 2019, THROUGH SEPT 30, 2023. IN SETTLING THE MATTER, MASON AGREED TO THE ENTRY OF A CEASE AND DESIST ORDER, A CENSURE, AND A CIVIL MONETARY PENALTY OF $525,000. IN AGREEING TO SETTLE THIS MATTER, THE SEC ALSO CONSIDERED CERTAIN REMEDIAL ACTS PROMPTLY UNDERTAKEN BY MASON.